Common use of Closing; Effective Time Clause in Contracts

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with Section 8.1, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m., Eastern Time, on the same date as the Offer Acceptance Time except if (subject to Section 1.1(b)) the conditions set forth in Section 7.1 shall not be satisfied or waived by such date, in which case on no later than the first business day on which the conditions set forth in Section 7.1 are satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with Section 8.1pursuant to Article 9, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m.remotely by electronic exchange of documents, Eastern Time, as soon as practicable following (but in any event on the same date as as) the Offer Acceptance Time except if (if, subject to Section 1.1(b2.1(b)) , the conditions condition set forth in Section 7.1 8.1 shall not be satisfied or waived by such date, in which case on no later than the first business day (1st) Business Day on which the conditions condition set forth in Section 7.1 are 8.1 is satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) the applicable provisions of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto Parties and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with pursuant to Section 8.18, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m.the offices of ▇▇▇▇▇▇ LLP, ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, at 8:30 a.m. Eastern Time, Time on the same date as the Offer Acceptance Time and immediately following the Offer Acceptance Time except that if (subject to Section 1.1(b)) the conditions condition set forth in Section 7.1 shall not be satisfied or waived by such date, date in which case on no later than the first business day on which the conditions set forth in Section 7.1 are satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) the relevant provisions of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless Subject to the terms and conditions of this Agreement shall have been terminated in accordance with Section 8.1, and unless otherwise mutually agreed in writing between the Company, Parent and PurchaserAgreement, the consummation closing of the Merger (the “Closing”) shall will take place electronically at 8:00 a.m.the offices of ▇▇▇▇▇▇▇ Procter LLP, Exchange Place, Boston, Massachusetts, unless another place is agreed to in writing by the parties hereto, at 10:00 a.m. Eastern TimeTime , on a date (the same date as “Closing Date”) specified by the Offer Acceptance Time except if parties, which shall be no later than two (2) Business Days after the satisfaction or waiver (subject to Section 1.1(b)applicable Law) of the latest to occur of the conditions set forth in Section 7.1 shall not Article VIII (other than those conditions that relate to action to be satisfied taken at the Closing), unless this Agreement has been theretofore terminated pursuant to its terms or waived unless extended by such date, in which case on no later than mutual agreement of the first business day on which parties. As soon as practicable after the satisfaction or waiver of the conditions set forth in Section 7.1 are satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing DateArticle VIII, the Company and Purchaser Merger shall file or cause to be filed a certificate of merger become effective upon the filing with the Secretary of State of the State of Delaware with respect to of a certificate of merger or other appropriate document (the “Certificate of Merger, in such form as required by”), and executed and acknowledged in accordance with, Section 251(h) of the parties shall make all other filings or recordings required by the DGCL. The Merger term “Effective Time” shall become effective upon be the date and time of when the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”)Merger becomes effective.

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with Section 8.1, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the The consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m.the offices of ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ LLP, Eastern ▇▇▇ ▇▇▇▇▇▇ ▇▇▇, Palo Alto, California 94304, at 9:15 a.m. on a date (the “Closing Date”), which shall be the date of the Acceptance Time, on except in the same date as event of a 251(h) Inapplicable Determination, in which case no later than the Offer Acceptance Time except if second business day after the satisfaction or (subject to Section 1.1(b)the extent permitted by applicable Legal Requirements) waiver of the last to be satisfied or waived of the conditions set forth in Section 7.1 shall not 7 (other than those conditions that by their terms are to be satisfied at the Closing, but subject to the satisfaction or waived (to the extent permitted by applicable Legal Requirements) waiver of those conditions) or at such dateother place, time and date as shall be agreed in which case on no later than writing by the first business day on which the conditions set forth in Section 7.1 are satisfied or waivedparties. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date”. (b) Subject to the provisions of this Agreement, a certificate of merger satisfying the applicable requirements of the DGCL shall be duly executed by the Company in connection with the Closing and, concurrently with or as soon as practicable on following the Closing DateClosing, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) of the DGCLDelaware. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware Delaware, or at such later date and time as is agreed upon in writing by the parties hereto and may be specified in the such certificate of merger with the consent of Parent (such date and time, the time as of which the Merger becomes effective being referred to as the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been is earlier terminated in accordance with pursuant to the provisions of Section 8.110.1, and unless otherwise mutually agreed subject to the satisfaction or waiver of the conditions set forth in writing between the CompanySection 6, Parent Section 7 and PurchaserSection 8, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m., Eastern Timeremotely, on the same date as second Business Day following the Offer Acceptance Time except if (subject satisfaction or waiver of the last to Section 1.1(b)) be satisfied or waived of the conditions set forth in Section 7.1 shall not 7, Section 8 and Section 9, other than those conditions that by their nature are to be satisfied at the Closing, but subject to the satisfaction or waived by waiver of each of such dateconditions, or at such other time, date and place as MEDS and the Company may mutually agree in which case on no later than the first business day on which the conditions set forth in Section 7.1 are satisfied or waivedwriting. The date on which the Closing occurs actually takes place is referred to in this Agreement as the “Closing Date”. (b) Subject to ” At the provisions of this Agreement, as soon as practicable on the Closing DateClosing, the Company and Purchaser Parties shall file or cause the Merger to be filed a certificate of merger consummated by executing and filing with the Secretary of State of the State of Delaware a certificate of merger with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) satisfying the applicable requirements of the DGCLDGCL and in form and substance as agreed to by the Parties (the “Certificate of Merger”). The Merger shall become effective upon at the date and time of the filing of such certificate Certificate of merger Merger with the Secretary of State of the State of Delaware or at such later date and time as is agreed upon in writing by the parties hereto and may be specified in such Certificate of Merger with the certificate consent of merger MEDS and the Company (such date and time, the time as of which the Merger becomes effective being referred to as the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been validly terminated in accordance with pursuant to Section 8.18, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at the offices of ▇▇▇▇▇▇ LLP, ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, at 8:00 a.m., Eastern Time, on the same date as the Offer Acceptance Time except if (subject to Section 1.1(b)) the conditions condition set forth in Section 7.1 shall not be satisfied or waived by such date, in which case on no later than the first business day Business Day on which the conditions condition set forth in Section 7.1 are is satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties Parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with pursuant to Section 8.18, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m., Eastern Timeremotely as promptly as reasonably practicable, on the same date as the Offer Acceptance Time except if (subject Time, following the satisfaction or waiver of the last to Section 1.1(b)) be satisfied or waived of the conditions set forth in Section 7.1 shall not 7 (other than those conditions that by their nature are to be satisfied at the Closing, but subject to the satisfaction or waived by waiver of such date, in which case on no later than the first business day on which the conditions set forth in Section 7.1 are satisfied or waivedconditions). The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, concurrently with the Closing or as soon as practicable thereafter on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) the relevant provisions of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto Parties and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with pursuant to Section 8.18, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m.the offices of ▇▇▇▇▇▇ LLP, ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇, at 9:05 a.m. Eastern TimeTime on a date specified by the Parties, on the same date as the Offer Acceptance Time except if (subject to Section 1.1(b)) the conditions set forth in Section 7.1 which shall not be satisfied or waived by such date, in which case on no later than the first second (2nd) business day on which after the conditions set forth in Section 7.1 are satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) the relevant provisions of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with Section 8.1pursuant to ARTICLE 9, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m.remotely by electronic exchange of documents, Eastern Time, on as soon as practicable following (but in any event no later than the same date as second Business Day following) the Offer Acceptance Time except if (if, subject to Section 1.1(b2.1(b)) , the conditions condition set forth in Section 7.1 8.1 shall not be satisfied or waived by such date, in which case on no later than the first business day (1st) Business Day on which the conditions condition set forth in Section 7.1 are 8.1 is satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon early as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) the applicable provisions of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto Parties and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with pursuant to Section 8.18, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at the offices of ▇▇▇▇▇▇ LLP, ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇., ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, at 8:00 a.m., Eastern Time, as promptly as practicable following (but in any event on the same date as as) the Offer Acceptance Time Time, except if (subject to Section 1.1(b)) the conditions condition set forth in Section 7.1 shall not be satisfied or waived by such date, in which case on no later than the first business day on which the conditions condition set forth in Section 7.1 are is satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties Parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with Section 8.1pursuant to Article IX, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m., 7:45 a.m. Eastern Time, on time as promptly as practicable (but in any event no later than the same date as first (1st) Business Day) following the Offer Acceptance Time except if (subject satisfaction or waiver of the last to Section 1.1(b)) be satisfied or waived of the conditions set forth in Section 7.1 shall not Article VIII (other than those conditions that by their nature are to be satisfied at the Closing, but subject to the satisfaction or waived by waiver of such date, in which case on no later than the first business day on which the conditions set forth in Section 7.1 are satisfied or waivedconditions). The date on which the Closing occurs is referred to in this Agreement as the “Closing Date”. (b) Subject to the provisions of this Agreement, concurrently with the Closing or as soon as practicable on following the Closing DateClosing, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger (the “Certificate of Merger”), in such form as required by, and executed and acknowledged in accordance with, Section 251(h) the relevant provisions of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate the Certificate of merger ▇▇▇▇▇▇ with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto Parties and specified in the certificate Certificate of merger Merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with pursuant to Section 8.18, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at the offices of ▇▇▇▇▇▇ LLP, ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, at 8:00 a.m., Eastern Time, on the same date as the Offer Acceptance Time except if (subject to Section 1.1(b)) the conditions condition set forth in Section 7.1 shall not be satisfied or waived by such date, in which case on no later than the first business day Business Day on which the conditions condition set forth in Section 7.1 are is satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with pursuant to Section 8.18, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m., Eastern Time, on as promptly as practicable (but in any event no later than the same date as first business day) following the Offer Acceptance Time except if (subject satisfaction or waiver of the last to Section 1.1(b)) be satisfied or waived of the conditions set forth in Section 7.1 shall not 7 (other than those conditions that by their nature are to be satisfied at the Closing, but subject to the satisfaction or waived by waiver of such date, in which case on no later than the first business day on which the conditions set forth in Section 7.1 are satisfied or waivedconditions). The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with Section 8.1pursuant to ARTICLE 9, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m.remotely by electronic exchange of documents, Eastern Time, on as soon as practicable following (but in any event no later than the same date as second Business Day following) the Offer Acceptance Time except if (if, subject to Section 1.1(b2.1(b)) , the conditions condition set forth in Section 7.1 8.1 shall not be satisfied or waived by such date, in which case on no later than the first business day (1st) Business Day on which the conditions condition set forth in Section 7.1 are 8.1 is satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date”. ” (b) Subject to the provisions of this Agreement, as soon early as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) the applicable provisions of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto Parties and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with Section 8.1pursuant to Article 9, and unless otherwise mutually agreed in writing between the Company, Parent and PurchaserMerger Sub, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m.remotely by electronic exchange of documents, Eastern Time, as soon as practicable following (but in any event on the same date as as) the Offer Acceptance Time except if (if, subject to Section 1.1(b2.1(b)) , the conditions condition set forth in Section 7.1 8.1 shall not be satisfied or waived by such date, in which case on no later than the first business day (1st) Business Day on which the conditions condition set forth in Section 7.1 are 8.1 is satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser Merger Sub shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) the applicable provisions of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto Parties and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with Section 8.1pursuant to Article 9, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m.remotely by electronic exchange of documents, Eastern Time, as soon as practicable following (but in any event on the same date as as) the Offer Acceptance Time except if (subject to Section 1.1(b)) the conditions set forth in Section 7.1 8.1 shall not be satisfied or waived by such date, in which case on no later than the first business day (1st) Business Day on which the conditions each condition set forth in Section 7.1 are 8.1 is satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, the applicable provisions of the DGCL, including Section 251(h) of the DGCLthereof. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto Parties and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with pursuant to Section 8.18, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 the offices of ▇▇▇▇▇▇ LLP, ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇, at 9:00 a.m., Eastern Time, on the same date as the Offer Acceptance Time except if (subject to Section 1.1(b)) the conditions condition set forth in Section 7.1 shall not be satisfied or waived by such date, in which case on no later than the first business day on which the conditions set forth in Section 7.1 are is satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) the relevant provisions of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with pursuant to Section 8.18, and unless otherwise mutually agreed in writing between among the Company, Parent and PurchaserParties, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m.remotely as promptly as reasonably practicable, Eastern Timebut in no event later than the first business day, on following the same date as satisfaction or, to the Offer Acceptance Time except if (subject extent permitted by applicable Legal Requirement, waiver of the last to Section 1.1(b)) be satisfied or waived of the conditions set forth in Section 7.1 shall not 7 (other than those conditions that by their nature are to be satisfied by actions taken at the Closing, but subject to the satisfaction or waived by waiver of such date, in which case on no later than the first business day on which the conditions set forth in Section 7.1 are satisfied or waivedconditions). The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto Parties and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with pursuant to Section 8.17, and unless otherwise mutually agreed in writing between the Company, Parent Company and PurchaserBuyer, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m.the offices of C▇▇▇▇▇ LLP, Eastern Time1▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, at 10:00 a.m. local time on a date specified by the same date as Company and Buyer (the Offer Acceptance Time except if “Closing Date”), which shall be no later than the second (subject 2nd) business day after the satisfaction or waiver of the last to Section 1.1(b)) be satisfied or waived of the conditions set forth in Section 7.1 shall not 6 (other than those conditions that by their nature are to be satisfied at the Closing, but subject to the satisfaction or waived by waiver of such date, in which case on no later than the first business day on which the conditions set forth in Section 7.1 are satisfied or waivedconditions). The date on which the Closing occurs is referred to in this Agreement as the “Closing Date”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser Buyer shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) the relevant provisions of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with pursuant to Section 8.18, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 the offices of ▇▇▇▇▇▇ LLP, ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, at 9:00 a.m., Eastern Time, on the same date as the Offer Acceptance Time except if (subject to Section 1.1(b)) the conditions condition set forth in Section 7.1 shall not be satisfied or waived by such date, in which case on no later than the first business day on which the conditions set forth in Section 7.1 are is satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) the relevant provisions of the DGCL. The Merger shall become effective upon the date and time of the filing of such that certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto Parties and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with pursuant to Section 8.18, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m.the offices of ▇▇▇▇▇▇ LLP, ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇, at 9:15 a.m. Eastern Time, Time on the same date as the Offer Acceptance Time and immediately following the Offer Acceptance Time except that if (subject to Section 1.1(b)) the conditions condition set forth in Section 7.1 shall not be satisfied or waived by such date, date in which case on no later than the first business day on which the conditions set forth in Section 7.1 are is satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) the relevant provisions of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with Section 8.1, and unless otherwise mutually agreed in writing between the Company, Parent and PurchaserMerger Sub, the consummation of the Merger (the “Closing”) shall take place electronically by exchange of signatures at 8:00 1:00 a.m., Eastern Time, on the same date as the Offer Acceptance Time except if (subject to Section 1.1(b)) the conditions set forth in Section 7.1 shall not be satisfied or waived by such date, in which case on no later than the first business day on which the conditions set forth in Section 7.1 are satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser Merger Sub shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with Section 8.1pursuant to ARTICLE VII, and unless otherwise mutually agreed in writing between the Company, Parent and PurchaserMerger Sub, the consummation closing of the Merger (the “Closing”) shall take place electronically remotely by electronic exchange of deliverables at 8:00 a.m., a.m. Eastern Time, Time on the same date as third business day after the Offer Acceptance Time satisfaction or waiver (to the extent such waiver is permitted by this Agreement) of the conditions in ARTICLE VI (except if (for those conditions to the Closing that by their nature are to be satisfied at the Closing, but subject to Section 1.1(bthe satisfaction or waiver of such conditions)) the conditions set forth in Section 7.1 shall not be satisfied or waived by such date, in which case on no later than the first business day on which the conditions set forth in Section 7.1 are satisfied or waived. The date on which the Closing actually occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon as practicable on at the Closing DateClosing, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties Parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with Section 8.1, and unless otherwise mutually agreed in writing between the Company, Parent and PurchaserMerger Sub, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m., Eastern Time, on the same date as the Offer Acceptance Time except if (subject to Section 1.1(b2.1(b)) the conditions set forth in Section 7.1 shall not be satisfied or waived by such date, in which case on no later than the first business day Business Day on which the conditions set forth in Section 7.1 are satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser Merger Sub shall file or cause to be filed a certificate of merger (the “Certificate of Merger”) with the Secretary of State of the State of Delaware (the “Delaware Secretary”) with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate Certificate of merger Merger with the Delaware Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with pursuant to Section 8.18, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at 8:00 a.m., 7:45 a.m. Eastern Time, on Time as promptly as practicable (but in any event no later than the same date as third (3rd) Business Day) following the Offer Acceptance Time except if (subject satisfaction or waiver of the last to Section 1.1(b)) be satisfied or waived of the conditions set forth in Section 7.1 shall not 7 (other than those conditions that by their nature are to be satisfied at the Closing, but subject to the satisfaction or waived by waiver of such date, in which case on no later than the first business day on which the conditions set forth in Section 7.1 are satisfied or waivedconditions). The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, concurrently with the Closing or as soon as practicable on following the Closing DateClosing, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) the relevant provisions of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto Parties and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with pursuant to Section 8.18, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at the offices of ▇▇▇▇▇▇ LLP, ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, at 8:00 a.m., Eastern Time, on the same date as the Offer Acceptance Time except if (subject to Section 1.1(b)) the conditions set forth in Section 7.1 shall not be satisfied or waived by such date, in which case on no later than the first business day on which the conditions set forth in Section 7.1 are is satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with pursuant to Section 8.18, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at the offices of ▇▇▇▇▇ Lovells US LLP, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇, at 8:00 a.m., Eastern Time, on the same date as first business day following the Offer Acceptance Time except if (subject to Section 1.1(b)) the conditions condition set forth in Section 7.1 shall not be satisfied or waived by such date, in which case on no later than the first business day on which the conditions set forth in Section 7.1 are is satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto Parties and specified in the certificate of merger (such date and time, the “Effective Time”).

Closing; Effective Time. (a) Unless Subject to the terms and conditions of this Agreement shall have been terminated in accordance with Section 8.1, and unless otherwise mutually agreed in writing between the Company, Parent and PurchaserAgreement, the consummation closing of the Merger (the “Closing”) shall will take place electronically at 8:00 the offices of G▇▇▇▇▇▇ Procter LLP, Exchange Place, Boston, Massachusetts, unless another place is agreed to in writing by the parties hereto, at 10:00 a.m., Eastern Timelocal time, on a date (the same date as “Closing Date”) specified by the Offer Acceptance Time except if parties, which shall be no later than two (2) Business Days after the satisfaction or waiver (subject to Section 1.1(b)applicable Law) of the latest to occur of the conditions set forth in Section 7.1 shall not Article VIII (other than those conditions that relate to action to be satisfied taken at the Closing), unless this Agreement has been theretofore terminated pursuant to its terms or waived unless extended by such date, in which case on no later than mutual agreement of the first business day on which parties. As soon as practicable after the satisfaction or waiver of the conditions set forth in Section 7.1 are satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing DateArticle VIII, the Company and Purchaser Merger shall file or cause to be filed a certificate of merger become effective upon the filing with the Secretary of State of the State of Delaware with respect to of a certificate of merger or other appropriate document (the “Certificate of Merger, in such form as required by”), and executed and acknowledged in accordance with, Section 251(h) of the parties shall make all other filings or recordings required by the DGCL. The Merger term “Effective Time” shall become effective upon be the date and time of when the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”)Merger becomes effective.

Closing; Effective Time. (a) Unless this Agreement shall have been terminated in accordance with pursuant to Section 8.18, and unless otherwise mutually agreed in writing between the Company, Parent and Purchaser, the consummation of the Merger (the “Closing”) shall take place electronically at the offices of ▇▇▇▇▇▇ LLP, ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, at 8:00 a.m., Eastern Time, on the same date as the Offer Acceptance Time except if (subject to Section 1.1(b)) the conditions condition set forth in Section 7.1 shall not be satisfied or waived by such date, in which case on no later than the first business day Business Day on which the conditions condition set forth in Section 7.1 are is satisfied or waived. The date on which the Closing occurs is referred to in this Agreement as the “Closing Date.”. (b) Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the Company and Purchaser shall file or cause to be filed a certificate of merger with the Secretary of State of the State of Delaware with respect to the Merger, in such form as required by, and executed and acknowledged in accordance with, Section 251(h) of the DGCL. The Merger shall become effective upon the date and time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or such later date and time as is agreed upon in writing by the parties hereto and specified in the certificate of merger (such date and time, the “Effective Time”).agreed